UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                -----------------

                                   FORM 10-QSB

                                Amendment No. 1

                                -----------------

          [ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                     For the period ended September 30, 2003

                                       OR

          [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934


                                -----------------

                        Commission File Number: 000-30697


                            PERFECT HEALTH CARE CORP.
           ----------------------------------------------------------
           (Exact name of small business as specified in its charter)



                 Nevada                                  48-1302159
   ----------------------------------               -------------------
    (State or other jurisdiction of                    (IRS Employer
     incorporation or organization)                 Identification No.)



                   4017 Colby Ave., Everett, Washington 98201
            --------------------------------------------------------
                    (Address of principal executive offices)


                                 (425) 258-4222
                          ---------------------------
                          (Issuer's telephone number)


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Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Securities Exchange Act during the past 12 months (or for
such shorter period that the registrant was required to file such reports), and
(2) has been subject to such filing requirements for the past 90 days.

         Yes [ X ]          No [   ]

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date:

     Issued and outstanding as of October 30, 2004: 23,395,000 shares common
     stock, $0.001 par value

Transitional Small Business Disclosure Format (Check one):  Yes [ ]     No |X|



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<PAGE>



NOTE: This first amended quarterly report on Form 10-QSB of Perfect Health Care
Corp. is filed to disclose restated financial statements for the quarterly
period ended September 30, 2003. We have restated our financial statements to
correct errors in the reporting of operating leases, the expensing of
advertising and market development costs and the accrual of compensation expense
in the proper accounting periods. The effects of these corrections are shown in
Note C to the restated financial statements.


PART 1  -  FINANCIAL INFORMATION

Item 1  -  Financial Statements

The accompanying unaudited financial statements of Perfect Health Care Corp.
(the "Company"), have been prepared in accordance with generally accepted
accounting principles for interim financial information and with the
instructions to Form 10-QSB. Accordingly, these financial statements may not
include all of the information and disclosures required by generally accepted
accounting principles for complete financial statements. These financial
statements should be read in conjunction with the audited financial statements
and the notes thereto for the fiscal year ending June 30, 2003. In the opinion
of management, the accompanying unaudited financial statements contain all
adjustments necessary to fairly present the Company's financial position as of
September 30, 2003 and its results of operations and its cash flows for the
three months ended September 30, 2003.



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<PAGE>


                            PERFECT HEALTH CARE CORP.
                          (A development stage company)
                                  BALANCE SHEET
                   September 30 (unaudited) and June 30, 2003


<TABLE>
<CAPTION>
           Assets                                                Restated           June 30, 2003
                                                            September 30, 2003         Restated
                                                            ------------------  ------------------
Current Assets

<S>                                                                 <C>                 <C>
   Cash and cash equivalents                                        $ 112,358           $ 246,516
   Accounts receivable, net of
     allowance for doubtful accounts                                   46,815              54,069
   Prepaid expenses                                                     4,140               7,676
                                                            ------------------  ------------------
                                 Total Current Assets                 163,313             308,261


Property and Equipment

       Office furniture and equipment                                  13,371              11,309
       Vehicles                                                         6,064               6,064
       Leasehold improvements                                           1,588               1,588
       Less - accumulated depreciation                                 (1,843)               (713)
                                                            ------------------  ------------------

                           Net Property and Equipment                  19,180              18,248

           Total Assets                                             $ 182,493           $ 326,509
                                                            ==================  ==================

           Liabilities and Stockholders' Equity

Current Liabilities

       Accounts payable and accrued liabilities                      $ 17,091            $ 18,407
       Deferred revenue                                                60,660              74,975
       Accrued compensation                                            27,250              65,800
       Advances by stockholder and director                            18,951              10,000
                                                            ------------------  ------------------

                           Total Current Liabilities                  123,952             169,182

Stockholders' Equity

       Preferred stock
           $.001 par value; 25,000,000 authorized,
             1,600,000 shares issued and outstanding                    1,600               1,600
       Common Stock
           $.001 par value; 200,000,00 shares authorized,
             23,066,000 shares issued and outstanding                  23,395              23,066
       Additional Paid-in Capital                                     582,305             516,834
       Less stock subscriptions receivable                             (7,500)            (72,500)
       Retained earnings (deficit)                                   (541,259)           (311,673)
                                                            ------------------  ------------------

           Total Liabilities and Stockholders' Equity                  58,541             157,327
                                                            ------------------  ------------------

                         Total Stockholders' Equity                 $ 182,493           $ 326,509
                                                            ==================  ==================
</TABLE>


                See accompanying notes to financial statements.

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                            PERFECT HEALTH CARE CORP.
                          (A development stage company)
                             STATEMENT OF OPERATIONS
                      Three Months Ended September 30, 2003


                                                                Restated
                                                          September 30, 2003
                                                          ------------------

Revenue from Card Sales                                            $ 33,097

Cost of Card Sales                                                   11,267
                                                          ------------------
Gross Profit                                                         21,830

Expenses
   Selling, general and administrative expense                      250,286
   Depreciation                                                       1,130
                                                          ------------------
                                         Total Expenses             251,416

                                               Net Loss          $ (229,586)
                                                          ==================

Net Loss per Common Share                                           $ (0.01)
                                                          ==================

Weighted Average Common Shares Outstanding                       23,285,330
                                                          ==================




                See accompanying notes to financial statements.




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<PAGE>

                            PERFECT HEALTH CARE CORP.
                          (A development stage company)
                             STATEMENT OF CASH FLOWS
                      Three Months Ended September 30, 2003

<TABLE>
<CAPTION>
                                                                         Restated
                                                                   September 30, 2003
                                                                   ------------------
Operating Activities
<S>                                                                 <C>
    Net Loss                                                        $       (229,586)
     Adjustments to reconcile net loss to cash used
        by operating activities:
          Depreciation                                                         1,130
          Changes in operating assets and liabilities
             Increast (decrease) in accounts receivable                        7,254
             Increase (decrease) in prepaid expenses                           3,536
             Increase (decrease) in accounts payable
               & accrued liabilities                                          (1,316)
             Increase (decrease) in accrued compensation                      27,250
             Increase (decrease) in advances by
               stockholder/director                                            8,951
             Increase (decrease) in deferred revenue                         (14,315)
                                                                   ------------------
                               Cash used by Operating Activities            (197,096)

Investing Activities
    Purchase of property and equipment                                        (2,062)
                                                                   ------------------

                              Net cash from Investing Activities              (2,062)

Cash Flows from Financing Activities
       Payments of stock subscriptions receivable                             65,000
                                                                   ------------------

                              Net cash from Financing Activities              65,000
                                                                   ------------------

Net increase (decrease) in cash                                             (134,158)

Cash at July 1, 2003                                                         246,516
                                                                   ------------------

Cash at September 30, 2003                                           $       112,358
                                                                   ==================


Cash paid for income taxes                                           $             -
                                                                   ==================

Cash paid for interest                                               $             -
                                                                   ==================
</TABLE>


                See accompanying notes to financial statements.


                                      -4-
<PAGE>

                            PERFECT HEALTH CARE CORP.
                          NOTES TO FINANCIAL STATEMENTS

                               September 30, 2003


A.  BASIS OF PRESENTATION

The Interim financial statements of Perfect Health Care Corp. (the Company) for
the three months ended September 30, 2003 are not audited. The financial
statements are prepared in accordance with the requirements for unaudited
interim periods, and consequently do not include all disclosures required to be
in conformity with accounting principles generally accepted in the United States
of America.

In the opinion of management, the accompanying consolidated financial statements
contain all adjustments, consisting only of normal recurring accruals, necessary
for a fair presentation of the Company's financial position as of September 30,
2003 and the results of operations and cash flows for the three months ended
September 30, 2003.

The results of operations for the three months ended September 30, 2003 are not
necessarily indicative of the results for a full year period.


B.  SIGNIFICANT ACCOUNTING POLICIES

(a)  Accounting methods

These consolidated financial statements were prepared on an accrual method of
accounting.

(b)  Use of Estimates

The preparation of consolidated financial statements in conformity with
generally accepted accounting principles requires management to make estimates
and assumptions that affect the reported amount of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates.

(c)  Revenue Recognition

The Company has expensed the costs of acquiring, exploring and developing its
precious metal properties during the periods in which they were incurred, and
will continue to do so until it is able to determine if it has commercially
recoverable ore reserves present on the properties. If it determines that such
reserves exist, it will capitalize further costs.



                                      -5-
<PAGE>

Reclamation bonds for which the Company has posted refundable cash deposits
cover the restoration and rehabilitation of the Company's BLM properties. The
Company does not believe that it is obligated for significant environmental,
rehabilitation or restoration expenses for the mining operations it has
conducted to date. The Company believes that its cash deposits could be totally
refunded without significant additional expenditures to restore its mining
properties.

(d)  Loss Per Share

Loss per share is based on the weighted average number of shares outstanding
during the period. The Company adopted SFAS No. 128, "Earnings Per Share."

(e)  Income Taxes

The Company has adopted SFAS No. 109 "Accounting for Income Taxes". The Company
accounts for income taxes under an asset and liability approach that requires
the recognition of deferred tax assets and liabilities for the expected future
tax consequences of events that have been recognized in the Company's financial
statements or tax returns.

In estimating future tax consequences, all expected future events, other than
enactment of changes in the tax laws or rates, are considered.

Due to the uncertainty regarding the Company's future profitability, the future
tax benefits of its losses have been fully reserved and no net tax benefit has
been recorded in these financial statements.

(f)  Fair Value of Financial Instruments

The respective carrying value of certain on-balance-sheet financial instruments
approximated their fair values. These financial instruments include cash, tax
credit recoverable, reclamation bond, loan receivable, accounts payable and
accrued liabilities, amount due to a director and loan payable. Fair values were
assumed to approximate fair values or they are receivable or payable on demand.
Management is of the opinion that the Company is not exposed to significant
interest, credit or currency risks arising from these financial instruments.


C.  RESTATEMENT OF FINANCIAL STATEMENTS

The Company has restated its financial statements to correct errors in the
reporting of operating leases, the expensing of advertising and market
development costs and the accrual of compensation expense in the proper
accounting periods.



                                      -6-
<PAGE>

The effects of these corrections on net income (loss) and earnings (loss) per
share are noted below:
                                                  Originally
                                                   Reported         Restated
                                                 -------------    -------------

Revenue from card sales                           $    33,097      $    33,097

Cost of card sales                                     11,267           11,267
                                                 -------------    -------------
                      Gross profit                     21,830           21,830

Expenses:
      Selling, General & Administrative               235,807          250,286
      Interest expense, net                             4,124                -
      Depreciation                                     11,594            1,130
                                                 -------------    -------------
                 Total expense                        251,524          251,146
                                                 -------------    -------------
Net (loss)                                        $  (229,695)     $  (229,586)
                                                 -------------    -------------

Net (loss) per share                                      .01              .01
                                                 -------------    -------------

Weighted average                                   23,285,330       23,285,330
                                                 -------------    -------------




Item 2  -  Management's Discussion and Analysis or Plan of Operation

NOTE: The following discussion and analysis should be read in conjunction with
the Company's Interim Financial Statements (unaudited) and the Notes to the
Financial Statements for the three month period ended September 30, 2003.

Introduction

     We are engaged in the marketing and administration of membership programs
that entitle our members (also called "cardholders") to receive discounted rates
on medical and related products and services when they purchase for cash without
the aid of insurance. Our principal product is the Primary Care Card which, for
a fee of $49 per month, permits the cardholder to obtain discounts ranging from
5% to nearly 70% off the regular pricing schedules when they purchase services
from providers who are members of our provider networks. Services can include
primary care, medical specialists, radiology, physical therapy, hospitalization,
pharmaceutical, prostheses, vision care, chiropractic, alternative medicine
treatments, medical evacuation, patient advocacy, and others. Other Card
products, offered at lesser prices, provide discounts on varying combinations of
services with varying rates of discounts.



                                      -7-
<PAGE>

     To date, our greatest challenge has been establishing a market for our
offerings. Since inception, we have focused our limited resources largely on
negotiating the provider agreements needed to package what we think are very
good products, but we have yet to demonstrate any meaningful degree of market
acceptance for those products. Ongoing discussions with insurance industry
executives have indicated that our Card products may be successfully "bundled"
with insurance products, however we have yet to consummate such a marketing
partnership. A reseller agreement has yielded some encouraging sales results
marketing the Card as a stand-alone product. And representatives of various
established marketing and sales representative organizations encountered at
trade shows have resulted in some re-seller agreements, but none as yet have had
significant success in marketing our Card products. Our own sales efforts based
on local television and print advertising have yielded some sales, but we
currently lack the resources to exploit these successes.

Three Months Ended September 30, 2003 versus 2002.

Revenues for the quarter ended September 30, 2003 were $33,097, compared to $0
for the same period in 2002. Operating expenses for the quarter were $251,524
compared with $1,812 for prior year. The increase is attributable to our entry
into the membership medical savings card business in April of 2003, whereas the
Company had only minimal activity in the prior year. Total operating loss for
the quarter was $229,695, or about $.01 per share, versus $1,812 for 2002.

Liquidity and Cash Resources

We have limited cash reserves and no credit lines or other sources of cash.
Although we are achieving some sales on a regular basis, our current level of
revenues is not sufficient to cover our operating expenses. We will have to
raise additional capital within the next three months in order to continue our
marketing and other business development activities. If we are unable to raise
additional capital we may be unable to continue in business.


Item 3 - Controls and Procedures

     Our President and Chief Financial Officer (the "Certifying Officers"), are
responsible for establishing and maintaining disclosure controls and procedures
for the Company. The Certifying Officers have designed such disclosure controls
and procedures to ensure that material information is made known to them,
particularly during the period in which this report was prepared. The Certifying
Officers have evaluated the effectiveness of the Company's disclosure controls
and procedures as of the date of this report and believe that the disclosure
controls and procedures are effective based on the required evaluation.

     There have been no significant changes in internal controls or in other
factors that could significantly affect internal controls subsequent to the date
of their evaluation, including any corrective actions with regard to significant
deficiencies and material weaknesses.





                                      -8-
<PAGE>

                           PART II - OTHER INFORMATION

Item 1  -  Legal Proceedings

     Insofar as we are aware, there are no legal proceedings, either current,
pending, or threatened, involving us.

Item 2  -  Changes in Securities

     During the period we issued a total of 329,000 shares of restricted common
stock to two executive officers and an employee under our 2003 Stock Benefit
Plan.


Item 3  -  Defaults Upon Senior Securities

     None.

Item 4  -  Submission of Matters to a Vote of Security Holders

     None.

Item 5  -  Other Information

     None.

Item 6  -  Exhibits and Reports on Form 8-K

     a. We filed no Current Reports on Form 8-K during the period.


     b. The following exhibits are filed with this quarterly report:

         Ex. 31.1     Certification of CEO
         Ex. 31.2     Certification of CFO
         Ex. 32.1     Certification of CEO
         Ex. 32.2     Certification of CFO




                                      -9-
<PAGE>

                                   SIGNATURES

         In accordance with the requirements of the Exchange Act, the Registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.


                                        PERFECT HEALTH CARE CORP.


November 24, 2004                       /s/ Antoine Jarjour
--------------------                    ---------------------------------------
Dated                                   President, Cheif Executive Officer


November 24, 2004                       /s/ James W. Young
------------------                      ---------------------------------------
Dated                                   Chief Financial Officer






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